# ASHTON STEWART & CO., INC. X-17A-5 (2022-03-29) — Broker-dealer annual report

- Company: ASHTON STEWART & CO., INC.
- Form: X-17A-5
- Filed: 2022-03-29
- Period: 2021-12-31
- Accession: 0000084940-22-000002
- CIK: 1137879
- File #: 8-53239
- Type: Broker-dealer
- Material weakness: No
- Auditor: Goldman & Company CPA PC
- Auditor location: Atlanta, GA
- Contact: Brent E Hippert
- Phone: 14435418400
- Email: hippert@ashtonstewart.com
- Website: ashtonstewart.com
- Signed by: Brent Hippert (CFO)

Original filing: https://www.sec.gov/Archives/edgar/data/1137879/000008494022000002/asc_fs2021ve.pdf

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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 2()549

# ANNUAL REPORTS FORM X-17A-5 PART Ill

| OMBAPPROVAL              |  |
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| OMB Number. 3235-0123    |  |
| Expires: Oct. 31, 2023   |  |
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SEC ALE NUMBER 8-53239

FACING PAGE

Information Required Pursuant to Rulres 17a-5, 17a-12, and 18a-7 under the Securities Exchange Act of 1934

FILING FOR THE PERIOD BEGINNING Q 1/01 /21 MM/00/YY AND ENDING 12/31 /21 ----------------- MM/DO /YY <sup>~</sup>REGISTRANT IDENTIFICATION NAMEOFFIRM: Ashton Stewart & Co., Inc TYPE 0 F REGISTRANT (check all applicable boxes): ~ Broker-dealer 0 Security-baSied swap dealer 0 Check here if respondent Is also an OTC derivatives dealer 0 Major security-based swap participant ADDRESS OF PRINCIPAL PLACE OF BUSINESS: (Do not use a P-0. box no.) 1395 Brickell Ave., Suite 800 (No. and Street) Miami FL 33131 (Cltv) (State) (Zip Code) PERSON TO CONTACT WITH REGARD TO THIS FILING Brent Hippert 443-541-8400 l>hippert@ashtonstewart.com {Name) (Area Code - Telephone Number) (Email Address) B. ACCOUNTANT IDENTIFICATION INDEPENDENT PUBLIC ACCOUNTANT whose reports are contained in this filing\* Goldman & Company CPA's PC

|                                                  | (Name - if individual, state last, first, a | nd mlddle name) |                                            |
|--------------------------------------------------|---------------------------------------------|-----------------|--------------------------------------------|
| 3535 Roswell Road, Ste 32 Atlanta                |                                             | GA              | 30062                                      |
| (Address)                                        | (City)                                      | (State)         | (zrp Code)                                 |
| 6/2512009                                        |                                             | 1952            |                                            |
| (Date of Registration with PCAOB)(if applicable) |                                             |                 | (PCAOB Registration Number, If applicable) |
|                                                  | FOR OFFICIAL USE ONLY                       |                 |                                            |
|                                                  |                                             |                 |                                            |

•Claims for exemption from the requirement that the annual reports be covered by the reports of an independent public accou11tant must be supported by a statement of facts and circumstances relied on as the basis of the exemption. See 17 CFR 24 0.17a-5(e)(1)(11), if ~ppllcable.

Persons who are to responcl to the collection of information contained In this form are not required to respond unless the form displays a currently valid 01\18 control number.

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#### OATH OR AFFIRMATION

fina

| ren! Hibbert                                                      | swear (or affirm) that, to the best of my knowledge and belief, the |
|-------------------------------------------------------------------|---------------------------------------------------------------------|
| ncial report pertaining to the firm of Ashton Stewart & Co., Inc. | as of                                                               |
|                                                                   |                                                                     |

December 31 = 2 021 ; is true and correct. I further swear (or affirm) that neither the company nor any partner, officer, director, or equivalent person, as the case may be, has any proprietary interest in any account classified solely

| as that of aTHILEEN MCNEAL SHEELER<br>Notary Public<br>Baltimore County |
|-------------------------------------------------------------------------|
| Maryland<br>My Commission Expires Oct. D6, 202                          |
| to on no<br>Notary Piinlic                                              |

Signature: Title: CFO

#### This filing \*\* contains (check all applicable boxes):

- (a) Statement of financial condition.
- [b) Notes to consolidated statement of financial condition.
- C) Statement of income (loss) or, if there is other comprehensive income in the period(s) presented, a statement of comprehensive income (as defined in § 210.1-02 of Regulation S-X).
- (d) Statement of cash flows.
- e) Statement of changes in stockholders' or partners' or sole proprietor's equity.
- [f) Statement of changes in liabilities subordinated to claims of creditors.
- (g) Notes to consolidated financial statements.
- (h) Computation of net capital under 17 CFR 240.15c3-1 or 17 CFR 240.18a-1, as applicable.
- [i) Computation of tangible net worth under 17 CFR 240 18a-2.
- [] Computation for determination of customer reserve requirements pursuant to Exhibit A to 17 CFR 240.15c3-3.
- [ [k] Computation for deterrination of security-based swap reserve re quirements pursuant to Exhibit B to 17 CFR 240.15c3-3 or Exhibit A to 17 CFR 240.182-4, as applicable.
- [1) Computation for Determination of PAB Requirements under Exhibit A to § 240.15c3-3.
- [m] Information relating to possession or control requirements for customers under 17 CFR 240.15c3-3.
- [n] Information relating to possession or control requirements for security-based swap customers under 17 CFR 240.15c3-3(p)(2) or 17 CFR 240.18a-4, as applicable.
- | | | Reconciliations, including appropriate explanations, of the FOCUS Report with computation of ne: capital or tangible net worth under 17 CFR 240.15c3-1, 17 CFR 240.18a-1, or 17 CFR 240.18a-2, as applicable, and the reserve requirements under 17 CFR 240.15c3-3 or 17 CFR 240.18a-4, as applicable, if material differences exist, or a statement that no material differences exist.
- [p) Summary of financial data for subsidiaries not consolidated in the statement of financial condition.
- (q) Oath or affirmation in accordance with 17 CFR 240.17a-5, 17 CFR 240.17a-12, or 17 CFR 240.18a-7, as applicable.
- [r) Compliance report in accordance with 17 CFR 240.17a-5 or 17 CFR 240.18a-7, as applicable.
- (s) Exemption report in accordance with 17 CFR 240.17a-5 or 17 CFR 240.18a-7, as applicable.
- (t) Independent public accountant's report based on an examination of the statement of financial condition.
- [u] Independent public accountant's report based on an examination of the financial statements under 17 CFR 240.17a-5, 17 CFR 240. 18a-7, or 17 CFR 240.17a-12, as applicable.
- (v) incependent public accountant's report based on an examination of certain statements in the compliance report uncler 17 CFR 240.17a=5 or 17 CFR 240.18a=7, as applicable.
- [w]Independent public accountant's report based on a review of the exemption report under 17 CFR 240.17a-5 or 17 CFR 240.18a-7, as applicable.
- [x] Supplemental reports on applying agreed-upon procedures, in accordance with 17 CFR 240.17a-12, as applicable.
- [y) Report describing any material inadequacies found to exist or found to have existed since the date of the previous audit, or a statement that no material inadequacies exist, under 17 CFR 240.17a-12(k).
- [z) Other:
- \*\* To request confidential treatment of certain portions of this filing, see 17 CFR 240.18c-7(d)(2), as applicable.

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ASHTON STEWART & CO., INC.

REPORT PURSUANT TO RULE 17a-5

FINANCIAL STATEMENTS AND REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

AS OF AND FOR THE YEAR ENDED DECEMBER 31, 2021

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#### A shton Stewart & C o., Inc. Table of Contents

| Report of Independent Registered Public Accounting Firm                                                           | 1   |
|-------------------------------------------------------------------------------------------------------------------|-----|
| Statement of Financial Condition                                                                                  | 2   |
| Statement of Operations                                                                                           | 3   |
| Statement of Changes in Stockholder's Equity                                                                      | 4   |
| Statement of Cash Flows                                                                                           | 5   |
| Notes. to Financial Statements                                                                                    | 6-9 |
| AL IN!=ORMATION<br>SUP~L<br>MEN                                                                                   |     |
| Schedule I -<br>Computation of Ne't Capital Under Rule 15c3-1<br>Of the Securities and Exchange Commission        | 10  |
| Schedule 11 & 111. Management Statement from Exemption 15c3-3                                                     | 11  |
| Review Report Of The Independent Registered Accounting Firm Of<br>Firm's 17a-5(d)(4) Exemption Report             | 12  |
| Exemption Report Of Ashton Stewart & Co., Inc. Pursuant To<br>Securities And Exchange Commission Rule 17a-5(d)(4) | 13  |
|                                                                                                                   |     |

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#### REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

To the Shareholder of Ashton Stewart & Co., Inc.

#### Opinion on the Financial Statements

We have audited the accompanying statement of financial condition of Ashton Stewart & Co., Inc as of December 31, 2021, the related statements of operations, changes in shareholder's equity and cash flows for the year then ended and the related notes and schedules 1, 2 and 3 (collectively referred to as the "financial" statements"). In our opinion, the financial statements present fairly, in all material respects, the financial position of Ashton Stewart & Co., Inc as of December 31, 2021, and the results of its operations and its cash flows for the year then ended in conformity with accounting principles generally accepted in the United States of America.

#### Basis for Opinion

These financial statements are the responsibility of Ashton Stewart & Co., Inc's management. Our responsibility is to express an opinion on Ashton Stewart & Co., Inc's financial statements based on our audit. We are a public accounting firm registered with the Public Conapany Accounting Oversight Board (United States) ("PCAOB") and are required to be independent with respect to the company in accordance with the U.S. Federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

We conducted our audit in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whicher the financial statements are free of material misstatement, whether due to er or fraud. Our audit included performing procedures to assess the risks of material misstatement of the financial statements, whether due to enor or fraud, and performing procedures that responct to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements. Our audit also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements. We believe that our audit provides a reasonable basis for our opinion.

#### Anditor's Report on Supplemental Information

The Schedule's 1- Computation of Net Capital Under SEC Rule 15c3-1. Schedule 2-Computation for Determination of Reserve Requirements Pursuant to SEC Rule 15c3-3 (exemption) and Schedule 3-Information Relating to Possession or Control Requirements Pursuant to SEC Rule 15c3-3 (exemption) have been subjected to audit procedures performed in conjunction with the audit of Ashton Stewart & Co., Inc's financial statements. The supplemental information is the responsibility of Ashton Stewart & Co., Inc's management. Our audit procedures included determining whether the supplemental information reconciles to the financial statements or the underlying accounting and other records, as applicable, and performing procedures to test the completeness and accuracy of the information presented in the supplemental information. In forming our opinion on the supplemental information, we evaluated whether the supplemental information, including Ets form and content, is presented in conformity with 17 C.F.R. §240.17a-5. In our opinion, the schedule's 1, 2. and 3 are fairly stated, in all material respects, in relation to the financial statements as a whole.

We have served as the Company's auditor since 2015.

Goldman & Company, CPA's, P.C. Marietta, Georgia March 27, 2022

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## Ashton Stewart & Co., Inc. Statement of Financial Condition December 31, 2021

#### ASSETS

| Cash and Cash Equivalents                                                                     | \$<br>1.55,907    |
|-----------------------------------------------------------------------------------------------|-------------------|
| Total                                                                                         | 1.55,907          |
| Accounts receivable                                                                           | \$<br>1,500       |
| lnvestmant                                                                                    | 3,591             |
| Total assets                                                                                  | \$<br>1'60,998    |
| STOCKHOLDER'S EQUITY<br>Liabilities and Shareholder's Equity                                  |                   |
|                                                                                               |                   |
| Liabilities                                                                                   | a                 |
| STOCKHOLDER'S EQUITY:                                                                         |                   |
| Preferred sbck, 20,000,000 undesignated shares authorized<br>no shares issued and outstanding |                   |
| Common stock, \$.001 par value, 80,000,000 sh<br>ares                                         |                   |
| authorized. 8.500.000 shares issued and outstanding<br>Additional paid-in capital             | 8.500<br>3()5,436 |
| Accumulated (deficit)                                                                         | (1.52,938)        |
|                                                                                               |                   |
| Total Stock holder's Equity                                                                   | 160,998           |
| Total Liabilities and Stockholder's Equity                                                    | \$<br>1~0 998     |

The accompanying notes are an integral part of these financi'al statements.

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## **Ashton Stewart & Co., Inc. Statement of Operations For The Year Ended December 31, 2021**

| REVENUES:                                                                |                 |
|--------------------------------------------------------------------------|-----------------|
| Investment Banking & M&A Consulting                                      | \$<br>1,543,151 |
| Affiliation and Compliance Fees                                          | 74,063          |
| Total revenues                                                           | 1,617,214       |
| EXP.ENS ES:                                                              |                 |
| Consulting Fees, Commissions, Payroll (net of rep refimbursement 43,600) | 1,426,065       |
| Technology Costs                                                         | 10,085          |
| Reg1.Jlatory fees (net of rep reimbursement of 6,598)                    | 18,686          |
| Travel & Enteriment                                                      | 11 ,865         |
| Other operating                                                          | 13,740          |
| Total expenses                                                           | 1,480,441       |
| INCOME BEFORE PROVISION FOR INCOME TAXES                                 | 136,773         |
| J:Drovision for income taxes -<br>See note 2                             |                 |
| NET INCOME                                                               | \$<br>136,773   |

The accompanying nGtes are an integral part of these financtal statements.

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#### Ashton Stewart & Co., Inc. Statement of Changes in Stockholder's Equ ity For tme Vear Ended December ~1 . 2021

|                             | Common Stock |             | Add1t1ona1<br>Paid in | Accumulated     |               |
|-----------------------------|--------------|-------------|-----------------------|-----------------|---------------|
|                             | Shares       | Amount      | Capital               | (Deficit)       | Total         |
| Balance, December 31 , 2020 | 8,500,000    | 8,500<br>\$ | \$ 305,436            | \$<br>(289,711) | \$<br>24,225  |
| Dist ribution<br>Net Income |              |             |                       | 136,773         | 136,773       |
| Balance, December 31 , 2021 | 8,500,000    | 8,500<br>\$ | \$ 305,436            | \$<br>i152,938l | \$<br>160,998 |

The accompanying notes are an integral part of these financial statements.

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## Ashton Stewart & Co., Inc. Statement of Cash Flows For The Year Ended December 31, 2021

| OPERATING ACTIVITIES                            |            |
|-------------------------------------------------|------------|
| Net Income                                      | \$ 136,773 |
| Adjustments to recomcile net income to net cash |            |
| Used in operating activities:                   |            |
| Accounts receivable                             | ( 1,500)   |
| Net cash provided by operating activities       | 135,273    |
| NET INCRE~SE IN CASH AND CASH EQUIVALENTS       | 135,273    |
| CASH AND CASH EQUIVALENTS AT BEGINNING OF YEAR  | 20<br>,634 |
| CASH AND CASH EQUIVALENTS AT END OF YEAR        | \$ 155,907 |

The accompanying notes are an integral part of these financial statements.

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#### Note 1 - Organiza1ion and summary of significan1 accounting policies

#### Organization

Ashton Stewart & Co., Inc. (the Company), formerly MIAS Capital Securities, Inc. and Vantage Securities, Inc., was incorporated as MAS Trade.net, Inc., on September 27, 1999, in the State of Indiana. On October 29, 2001 , the Company changed its name to MAS Capital Securities, Inc.

During November 2002, the Company's sole shareholder entered into an agreement to sell all of the issued and outstandin9 shares of the Company to Vantage Advisor Group, LLC (VAG or LLC). The name was then changed to Vantage Securities, Inc.

During 2010, in an effort to rebrand the firm to more adequately reflect its investment banking line of business the name was changed to Ashton Stewart & Co., Inc.

During 201 5 the shares of the Company were sold. The Company will continue to operate under the new ownership. The new ownership has infiected capital into the Company and will contim1e to do o to en~ure the Company mee <sup>~</sup>regulatory req iremen ~.

The Company is a broker-dealer registered with the Securities and Exchange Commission (SEC} and is a member of the Financial Regulatory Authority (FINRA).

#### Revenue recognition

#### Revenue Re ognition~

On January 1, 2018, the Company adopted ASU 2014-09 Revenue from Contracts with Customers and all subsequent amendments to the ASU (collectively, "ASC 606"), which creates a single framework for recognizing revenue from contracts with customers that fall within its scope.

a . Investment banking M&A advisory fees

Refer to Revenue Recognition Note: Revenue from Contracts with Customers for further discussion on the Company's accounting policies for revenue se>urces within t he scope of ASC 606.

#### Reverwe from Contracts with Customers:

The Company elected the modified retrospective approach of adoption; therefore, prior period balances are presented under legacy GAAP and may not be comparable to current year presentation.

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#### lnves1ment Banking, Merger and Acquisition (M&A) Services:

These services include agreements to provide advisory services to customers for which they charge the customers fees. The Company provides advisory services/corporate finance activity including mergers and acquisitions, reorganizations, tender offers, leveraged buyouts, fundraising activity and the pricing of securities to be issued.

#### Affiliation and Compliance Services:

The services include amounts billed under agreements with its registered reps for the services the Firm provides that that include supervision, due diligenc~ and review of possible transactions, this amount was \$43,600 for 2021 .

#### Registered Representative Rei mbursement:

These services are reimbursed expenses from the Company's registered representatives. The Company receives reimburs-ements from its registered representatives for specific costs, this amount was \$6,598 for 2021 and is credited to corresponding expense accounts on the statement of operations.

#### Income taxes

The Company follow5 FASB ASG 740-10 for recording the provi5ion for income taxe5. Deferred tax assets and liabilities are computed based upon the difference between the financial statement and income tax basis of assets and liabilities using the enacted marginal tax rate applicable when the rel.ated asset or liability is expected to be realized or settled. Deferred income tax expenses or benefits are based on the changes in the asset or liability each period. If available evidence suggests that it is more likely than not that some portion or all of the deferred tax assets will not be realized, a valuation allowance is required to reduce the deferred tax assets to the amount that is more likely than not to be realized. Future changes in such valuation allowance are included in the provision for deferred income taxes in the period of change. The Company has no uncertain tax positions at December 31, 2021 .

Deferred taxes are classified depending on the assets and liabilities to which they relate.

# Use of estimates

The preparation of financial stat ements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and 1he reported amounts of revenues and expernses during the reporting period. Actual results could differ oignifi cantly from th ooe timate~ .

#### Cash and cash eq uivalents

The Company considers all liquid investments with original maturities of three months or less to be cash equivalents. The Company had no cash e-quivalents as of December 31 , 2021 .

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The Company maintain:5 it3 ca3h balance3 in one financial in3titution, which at time3, may exceed federally insured limits. The Company has not experie need any losses in such accounts and believes it is not subject to significant c:redit risk rela'ted to cash.

#### Basis of Accountin g

The Company maintains its books and records on the accrual basis of accounting for financial reporting purposes, which is in accordance with U.S. Generally Accepted Accounting Principles and is required by the SEC and FINRA.

The Company is evaluating new accounting standards and will implement as required.

#### Note 2 - Income taxes

The Company has unused Federal Income Tax operating loss carry forwards related to our opera1ions of approximately \$20 1,489 which expire between 2027 and 2033. Tile Company has n<>t recorded a tax provision or tax payable as it chooses to apply the current provision to the deferred tax asset. The deferred tax asset has been written off as the Company believes the l.ltilizati on of the asset is not probable.

#### Note 3 - Net capital requirements

The Company Is subject to the SEC uniform net capital rule {SEC Rule 15 c3-1 ), which requires the maintenance of minimum net capital and requires that the ratio of aggregate indebtedness to net capital, both as defined, shall not exceed 15 to 1. At December 31 , 2021 , the Company had net capital of \$160,998, which was \$155,907, ir. excess of its required net capital of \$5,000. The Company's percentage of aggregative indebtedness to net capital was 0.00%.

## Note 4 - Subsequent Events

Subsequent events have been evaluated through March 27, 2022, which is 1he date the financial statements were issued. The Company has determined that there are no material subsequent events requiring adjustment to or disclos.ure in its financial statements.

The Company lent an owner of it 's holding company \$19,500 on January 15, 20 22. The loan is for :36 months at a 1.5% interest rate, compounded annually.

## Note ~ - Commitments and Contingencies

The Company leases a virtual office on an annual contract for \$1 ,812 per year.

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#### Note 6 - Fair Value of Investments

Fair Value: The Company classifies its investment assets in accordance with Financial Accounting Standards Board (FASS) Accounting Standards Codification (ASC) 820, Fair Value Measurements. FASS ASC 820 establishes a hierarchy of inputs to fair value measurements as follows:

Level 1 - Quoted prices in active markets for identical assets or liabilities.

Level 2 - Inputs that derived principally from or corroborated by observable market data.

Level 3 - Inputs that are unobservable and significant to the overall fair value measurement.

All of the Company's investment are gold and are considered Level 1 investments.

The Company purchased 2 ounces of gold through a gold bond for \$3,591 the bond matured and the gold is carried at cost. There is no material income on this investment for 2021 .

securities owned are carried at fair value In accoraance wltn F ASB ASC 820, fair value measurements.

Realized gains and losses on disposition are based on the net proceeds and the adjusted book value of the securities sold, using the specific identification method. Urealiz€d gains and losses on marketable securities LS based on the difference between cost basis and fair value of each security.

#### Note 7 - Concentrations:

Revenue from investment banking and consulting ca *me* from 2 clients in 2021 .

#### Note 8 - Accounts Receivable:

The Company has €Valuated accounts receivable and determined no valuation .allowance is needed. All accounts receivable is considered collectable at December 31 , 2021. The fees are due upon services provided.

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#### Ashton Stewart & Co., Inc. Scnedule I - Computation Of Net Capital Under Rule 15c3-1 Of The Securities And Exchange Commission December 31, 2021

| Stockholder's Equity per Statement of Financial Condition          | \$<br>160,998 |
|--------------------------------------------------------------------|---------------|
| Less: Nonallowable assets                                          | 5,091         |
| Net capital                                                        | \$<br>155,907 |
| Aggregate indebtedness -<br>items included in financial s1atements | \$            |
| Basic net capital requirement (\$5.000 minimum)                    | \$<br>5,000   |
| Excess net capital                                                 | \$<br>150,907 |
| Precent aggregate indebtedness to net capital                      | 0.0%          |

There were no material differences between the above calculation and the Company's calculation of net capital as reflected on the unaudited Form 17a-5, Part llA

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#### Ashton Stewart & Co., Inc. Schedules II & Ill - Computation for Determination of Reserve Requil'l"ements and Information Relating to the Possession and Control Requirements Under Rule 15c3-3 December 31 , 2()21

# SCHEDULE II

#### COMPUTATION FOR DETERMINATION OF RESERVE REQUIREMENTS UNDER RULE 15c3 -3 OF THE SIECURITIES AND EXCHANGE COMMISSION

The Company does not claim ex.emption from the provisions of Rule 15c3-3 under the Securities Exchange Act of 1934 in reliance of Footn<>te 74 of SEC Release No\_ 34-7003.

## SCHEDULE Ill

#### INFORMATION RELATING TO THE POSSESSION OR CONTROL REQUIREMENTS UNDER RULE 15c3-3 OF THE SECURITIES AND EXCHANGE COMMISSION

The Company does not claim ex.emption from the provisions of Rule 15c3-3 under the Securities Exchange Act of 1934 in reliance of Footn()te 7 4 of SEC Release No. 34-7003.

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#### REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

To the Stockholder of Ashton Stewart & Co., Inc.

We have reviewed management's statements, included in the accompanying Rule 15c3-3 Exemption Report pursuant to SEC Rule 17a-5, in which (1) Ashton Stewart & Co., Inc.(the Company) did not claim an exemption under paragraph (k) of 17 C.F.R. §240.15c3-3. and (2) the Company is filing this Exemption Report relying on Footnote 74 of the SEC Release No. 34-70073 adopting amendments to 17 C.F.R. § 240.17a-5 because the Company limits its business activities exclusively to include receiving transaction-based compensation for identifying potential merger and acquisition opportunities, private placement of securities and investment banking for clients.

solgimar

In addition, the Company did not directly or indirectly receive, hold, or otherwise owe funds or securities for or to customers, other than money or other consideration received and promptly transmitted in compliance with paragraph (a) or (b)(2) of Rule 15c2-4 and/or funds received and promptly transmitted for effecting transactions via subscriptions on a subscription way basis where the funds are payable to the issuer or its agent and not to the Company, did not carry accounts of or for customers; and did not carry PAB accounts (as defined in Rule 15c3-3) throughout the most recent fiscal year without exception.

Ashton Stewart & Co., Inc.'s management is responsible for compliance with the exemption provisions and its statements.

Our review was conducted in accordance with the standards of the Public Company Accounting Oversight Board (United States) and, accordingly, included inquiries and other required procedures to obtain evidence about Ashton Stewart & Co., Inc.'s compliance with the exemption provisions. A review is substantially less in scope than an examination, the objective of which is the expression of an opirion on management's statements. Accordingly, we do not express such an opinion.

Based on our review, we are not aware of any material modifications that should be made to management's statements referred to above for them to be fairly stated, in all material respects, based upon the Company's business activities contemplated by Footnote 74 of the SEC Release No. 34-70073 adopting amendments to 17 C.F.R. § 240.17a-5. and related SEC Staff Frequently Asked Questions.

Goldman & Company . CPA's, P.C. Marietta, Georgia March 27, 2022

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# **Ashton Stewart & Co., Inc.**

# **Exemption Report**

Ashton Stewart & Co., Inc (the "Company'') is a registered broker-dealer subject to Rule 17a-5 promulgated by the Securities and Exchange Commission (17 C.F.R. §240.17a-5, "Reports to be made by certain brol<ers and dealers"). This Exemption Report was prepared as required by 17 C.F.R. §240.17a-5(d)(l) and (4). To the be.st of its knowledge and belief, the Company states the following:

(1) The Company does not claim an exemption under paragraph (k) of 17 C. F.R. § 240. 15c3-3, and (2) The Company is filing this Exemption Report roelying on Footnote 74 of the SEC Release No. 34-70073 adopting amendments to 17 C. F.R. § 240.17a-5 because the Company limits its business aetivities exclusively to (1) effeeting securities transactions via subscriptions on a subscription way basis where the funds ar e payable to the issuer or its agent and not to the Company; (2) receiving transaetion-based compensation for identifying potential merger and acquisition opportunities for clients, referring securities transactions to other broker-dealers, or providing technology or platform services; (3) participating in distributions of securities (other than firm commitment underwritings) in accordance with trhe requirements of paragraphs (a) or (b)(2) of Rule 15c2-4; and the Company (1) did not directly or indirectly receive, hold, or otherwise owe funds or securities for or to customers, (other than money or other consideration received and promptly transmitted in compliance with paragraph (a) or (b)(2) of Rule 15c2-4 and/or funds received and promptly transmitted for effecting transactions via subscriptions on a subscription way basis where the funds are payable to the issuer or its agent and not to the Company); (2) did not carry accounts of or for customers; and (3) did not carry PAB accounts (as defined in Rule 15c3-3) throughout the most recent fiscal year without exception.

Ashton Stewart & Co., Inc.

I, Brent E. Hippert, swear (or affirm) that, to my best knowledge and belief, this Exemption Report is true and correct.

By: /3.:;;s~~

Title: CFO March 14, 2022

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Accountants. The sufficiency of these procedures is solely the responsibility of those parties specified in this report. Consequently, we make no representation regarding the sufficiency of the procedures described below either for the purpose for which this report has been requested or for any other purpose. The procedures we performed and our fin dings are as follows:

- 1) Compared the listed assessment payments in Form SIPC-7 with respective cash disbursement, noting no differences:
- 2) Compared the Total Revenue amounts reported on the Annual Andited Report Form X-17A-5 Part III for the year ended December 31, 2021 with the Total Revenue amount reported in Form SIPC-7 for the year ended December 31, 2021, noting no differences;
- 3) Compared any adjustments reported in Form SIPC-7 with supporting schedules and working papers, noting no differences;
- 4) Recalculated the arithmetical accuracy of the calculations reflected in Form SIPC-7 and in the related schedules and working papers supporting the adjustments, noting no differences; and
- 5) Compared the amount of any overpayment (if any) applied to the current assessment with the Form SIPC-7 on which it was originally computed, noting no differences.

We were not engaged to and did not condict an examination or review, the objective of which would be the expression of an opinion or conclusion, respectively, on Ashton Stewart & Co, Inc.'s compliance with the applicable instructions of the Form SIPC-7 for the year ended December 31, 2021. Accordingly, we do not express such an opinion or conclusion. Had we performed additional procedures, other matters might have come to our attention that would have been reported to you.

We are required to be independent of the Company and to meet our other ethical responsibilities in accordance with the relevant ethical requirements related to our agreed-upon procedures engagement.

This report is intended solely for the information and use of Ashton Stewart & Co, Inc. and the SIPC and is not intended to be and should not be used by anyone other than these specified parties.

Goldman & Company . CPA's, P.C. Marietta, Georgia March 27, 2022


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